Pride Wars Episode I: The Phantom Menace
by Hewylewis
Summary: A crossover with the first Lion King and Episode I of Star Wars. CoWritten by Red Squirrel Writer. Chapter 12 added. Please Read and Review.
1. Prologue

**A/N: I do not own any of the Lion King characters or Star Wars characters. The Lion King belongs to Walt Disney and Star Wars belongs to 20th Century Fox and Lucasfilm Ltd. I changed some of the characters, so please don't be upset at me. Enjoy!**

A long time ago in a galaxy far, far away...

PRIDE WARS

EPISODE I

THE PHANTOM MENACE

The galaxy trembles in the throes of new conflict. King Amidala of Naboo flees from his home planet, chased by agents of the sinister Trade Federation and their armies of battle droids. In the midst of his flight, the Jedi Council senses further evil beyond that of bureaucrats and dispatches two Jedi Knights, Guardians of Peace and Justice throughout the galaxy to investigate and resolve the situation. The king decides to take shelter on a little known world called Mohatu.

Meanwhile, in the Pride Lands of that very world, a new son is born to the royal family. Young Simba is the in the eyes of many, some who look on him with praise, and others with jealousy. His uncle, the evil lion Scar plots to do away with the new prince, so that he can retake his position as next in line for the throne. In league with the shadowy force behind the Trade Federation's plans, he is emerging as a potent but unknown threat to the Pride Lands.

The two Jedi, master Qui-Gon Jinn and his Padawan learner Obi-Wan-Kenobi, arrive in the Pride Lands to the warm welcome of all. Indeed, they will need the skills and protection of the fabled Jedi knights to survive the enemy that yet lurks in the shadows...


	2. Chapter 1

The sun lifted over the horizon, signaling the starts of a new day. The animals in the pride lands picked up their heads as the sun made it's awakening announcements and, after they stretched, started to walk toward the valley of the Pride Lands.

The different herds were heading to Pride rock. A few days ago they had received news that the King and Queen of the Pride Lands, Mufasa and Sarabi, had a cub that they wanted to present to the world. They were, for once, happy for them.

King Mufasa stood on the top of Pride rock, watching the many animals approach their final destination. Next to him was a tall black skinned man wearing a blue uniform, red vest, and a sort of police hat. He was Panaka, Captain of Mufasa's royal guards. When Mufasa spotted Zazu in the air, he sighed and looked down at the blue Hornbill as he landed on the ground in front of him and bowed. Mufasa smiled, his hair blowing in the wind.

Rafiki, the wise, old mandrill and kind friend, walked up the ledge of Pride Rock where Mufasa was, using his bamboo stick to help him walk. As he walked by, several royal guards parted around him to make room for a path that he could walk through. Rafiki hugged Mufasa gently, and Mufasa hugged him back. Panaka saluted the mandrill.

Mufasa nodded to Rafiki, who nodded back and disappeared inside the cave. He smiled brilliantly when he saw the small cub wrapped protectively in Sarabi's arms. With a grin on his face, he cracked open one of the coconuts that was hanging from the head of his bamboo stick, sticking his thumb inside the gooey juice; this was a sign of his blessing. He rubbed the juice on Simba's head, who blinked in surprise as he watched the mandrill carefully, with curiosity shining in his brown eyes. Afterward, Rafiki picked up some sand and sprinkled it onto the cub's face, causing Simba to sneeze.

Sarabi smiled as she watched the scene take place before her, knowing that her son had a great future ahead of him. She purred as Mufasa nuzzled her neck, closing her eyes half way as she watched Rafikki pick her son up and carry him towards the cliff. Rafikki walked up to the peak of Pride Rock, with Sarabi and Mufasa following him. The guards made a path, saluting as the king and queen approached the peak. He lifted the cub into the air for all to see, and some animals cheered while others stared in wonderment. The zebras stomped their hooves, the guards saluted, and the other animals roared with excitement.

Mufasa looked up with a smile on his face as the clouds parted, and a beam of light sparkled and glittered down on Simba. One by one, each of the herds bowed down to their new prince.

* * *

Far away on the other side of the kingdom, Scar mourned to himself, angry about the fact that he will never be king. He stomped onto the mouse's tail with his paw and picked it up, his eyes glowing green. "Life's not fair, is it?" Scar asked the mouse, not expecting an answer. "You see I...Well, I will never be king." He hovered the mouse in the air above his mouth, "And you shall never see the light of another day." He was about to eat it when someone cleared their throat, and Scar held the mouse under his paw and huffed a breath of annoyance. "Hehehe. Adieu."

"Didn't your mother ever tell you not to play with your food?" A voice startled Scar somewhat, but he tried his best not to let it show. Captain Panaka was standing in the entrance of the cave with Zazu standing next to his ankle.

Scar rolled his eyes. "What do you two want?" He asked in an annoyed voice.

"We're here to announce that King Mufasa is on his way," Zazu said as he fluttered into the air and landed on Panaka's shoulder.

"You better have a good excuse for missing the ceremony this morning," said Panaka, narrowing his eyebrows at the dark maned lion.

Out the corner of his eye, Scar noticed that the mouse had managed to escape the prison from under his paw and slipped away to hide inside the small hole that was in the wall in front of him. "Oh now look, you made me loose my lunch." Scar said, now even more annoyed that he couldn't have lunch today. His eyes were narrowed.

"Hah! You'll lose more than that when the king gets through with you," Zazu said as he landed in front of Scar. "He's as mad as a rancor with a headache."

"Ooh, I quiver with fear!" Scar mocked with fear, wearing a grin on his face that read nothing but trouble. With a now more nervous smile, Zazu let out a shout of surprise and started to to hide under his feathers as Scar advanced upon him.

"Now scar, don't look at me that way...HELP!" He took off into the air but he didn't make it out of the cave in time when Scar snapped his teeth and caught him inside his mouth. He would have swallowed the annoying pest too, had it not been for the fact that his brother and a tall hooded figure were watching him with a menacing stare, along with the captain pointing a laser gun at his face.

"Scar, drop him!" Mufasa commanded, his voice echoing throughout the small cavern.

With another roll of his eyes, Scar spat the Hornbill out of his mouth and watched as Zazu flew across the cave until he smacked into Panaka's arms, drenched in Scar's saliva.

Feeling sticky and wet, Zazu looked down at himself in disgust. "Impeccable timing, your Majesty..." Zazu said as he tried to clean himself off.

Mufasa then walked into the cave with the tall hooded figure walking beside him. The figure removed his hood to reveal a human man wearing a dark brown cloak, with long brown hair, a beard, and a long, chiseled, but kind looking face. This was Qui Gon Jin, Jedi master and friend to the royal family.

"Why, if it isn't my big brother and his Jedi follower descending from upon high to mingle with the commoners," Scar said sarcastically, walking past Mufasa and Qui Gon Jin as if he were to brush them off, his tail swaying lazily back and forth as he walked.

Mufasa glared at him. "Sarabi and I didn't see you at the presentation of Simba," he said, with a deep voice.

"That was today?" Scar asked in a mock gasp, holding his paw over his head as he closed his eyes. "Oh I feel so simply awful!" He then extracted his claws and scratched the wall in front of him while he slid down upon it. "Must have slipped my mind."

"Perhaps you did not want to be at the presentation at all," said Qui Gon, crossing his arms.

Scar turned to Qui Gon and scowled. "Oh, what would make an all powerful jedi like you think that?" he said. "Reading my mind, master Qui Gon? Not very polite of you."

"You're lucky all I did was read your mind, Scar. I'd rather perform the Jedi mind trick on you, your mind is weak enough...but that isn't the Jedi code."

"Oh, yes, the venerable Code... must keep that in mind. Otherwise you might turn out like me, and hide in dark caves and wonder why little hairballs take priority in kingship."

Mufasa lowered his head to look at Scar. He was really upset about the fact that Scar didn't come to the ceremony. And he was going to make that clear to him. He looked at Scar eye to eye and said sternly, "That hairball is **my** son, and **_your _**future king. And don't you dare speak to master Qui Gon in that matter, he is a friend of the royal family, and you shall treat him with respect." "

Scar smiled, but one couldn't tell if it was a smile or a smirk. Then again, it could be both. "Ooh, I shall have to practice my curtsy," he said, turning away.

Mufasa glared at him as he narrowed his eyes, "Don't turn your back on me, Scar!"

"Oh no, Mufasa. Perhaps you shouldn't turn your back on me."

With a loud, ear-piercing roar, Mufasa ran in front of him, causing Scar to pause in his tracks. "IS THAT A CHALLENGE?" He roared, baring his razor sharp teeth.

"Temper, temper, I wouldn't dream of challenging you." Scar said with a bored expression drawn on his face.

"Pity," Zazu said as he looked up at Scar with a curious look in his eyes, folding his winged arms across his chest. "Why not?"

"Well, as far as brains go I got the lion's share but, when it comes to brute strength" He looked at Mufasa, who narrowed his eyes at him with a blood-piercing stare. Scar walked past him, looking over his shoulder one last time before actually exiting the cavern, "I'm afraid I'm at the shallow end of the gene pool."

Panaka sighed as he watched the bony lion leave the cave, disappearing into the valley of the Pride Lands with his long tail swaying back and forth with every movement. "There's one in every family sire."

"Two in mine actually," said Zazu as he landed on Mufasa's shoulder. "And they always manage to ruin special occasions."

Mufasa shook his head as he watched his brother walk away and vanish from sight into the clearing of the trees. "What will I ever do with him?" he asked himself.

Qui Gon walked up next to Mufasa, turned to him, and with a smile, jokingly said, "He'd make a very handsome throw rug."

Mufasa turned back with a smile to the Jedi. "Qui-gon, I never expected to hear something like that from you."

"And just think," Qui Gon continued, "Whenever he gets dirty you can take him out and beat him."

Mufasa chuckled with delight at his friend's statement, it would've been rather humorous to see Scar as a throw rug.

Panaka then cleared his throat, walked up to Mufas,a and said while saluting, "Oh by the way, sire. Senator Palpatine on Coruscant sends his blessing."

Mufasa hmmed and nodded. "Very well. He sends many of those, but little else."

* * *

Night time had finally approached the Mohatu lands, and the sun was beginning to set. There were clouds in the sky, and rain started to fall as lightning and thunder struck across the heavens above. Rafiki was at home in his Tree of Life, and had several coconuts hanging amongst what made the "ceiling" above him. He grabbed one coconut that was lying on the floor, which was already open, and stuck his thumb in it.

He looked up at the drawing that he had made of Simba earlier that evening, and gave a low chuckle. He laughed once more, and rubbed the brownish-red liquid that came from the coconut on the picture of Simba's forehead.


	3. Chapter 2

Simba ran out into the dark, early morning as the sun began to rise over the horizon and stood on the peak of Pride Rock. He was very little, although he was somewhat grown, with brownish gold fur . He looked around, eyes wide with excitement, and as he smiled he turned back around and ran back inside the caves. "Dad, dad!" he cried while leaping over several sleeping lionesses. "Come on dad, we gotta go." He accidentally stepped on one, who grunted. "Sorry!" Simba quickly apologized as he jumped over her. He found his sleeping parents on the other side of the cave and immediately began shaking Mufasa's shoulders. "Dad?" Simba frowned and began shaking him harder, hoping to awaken the king of the Pride from his slumber. "Dad? Dad?"

"Your son is awake," Sarabi said lazily, her ear twitching to the noise that Simba was making. Mufasa grumbled in his sleep, ignoring his son's calls for the time being.

"Before sunrise he's your son," said Mufasa lazily, trying to ignore Simba's cries.

Narrowing his eyes slightly, Simba head-butted his father in the shoulder and glared at him. Mufasa, who was caught a little off guard, yawned tiredly and opened one eye to look at his son. "Okay okay, I'm up. I'm up…" Mufasa yawned again, and as he stood up, his yawn turned into a tired roar. He began to walk out of the cave with his son following him, his tail swaying back and forth behind him. After realizing her husband was no longer sleeping beside her, Sarabi stood up as well and walked out of the cave, but she didn't follow them to the peak of Pride Rock.

Instead, she stayed behind. She smiled when Simba ran back to her and rubbed his back against her legs affectionately. She nudged her son gently in his side, gesturing for him to go on, and Simba followed his father out to the cliff. Mufasa and Simba sat on the cliff of Pride Rock, the sun displaying itself over the valley of the Pride Lands.

"Look Simba. Everything the light touches is our kingdom." Mufasa explained. The young cub looked across the valley, his eyes shining in both wonder and curiosity. He's never exactly seen the Pride Lands before, so this was something that he has been looking forward to ever since the day Mufasa told him that he was going to go exploring with him.

"A king's time as ruler rises and falls like the sun," Mufasa continued, and he looked down at his son, bending over towards him. His son looked up at him with wide eyes, "One day, Simba, the sun will set on my time here, and will rise with you as the new king."

"And this will all be mine?" Simba asked him.

"Everything."

Simba surveyed the land. "Everything the light touches…" He spotted a mysterious shadowy place that was located near the north west at the border of the Pridelands. He couldn't help but ask him: "What about that shadowy place?"

"That's beyond our borders. You must never go there, Simba." Mufasa replied.

"But I thought a king could do whatever he wants" Simba said, looking thoughtful.

"There's more to being king than getting your way all the time." Mufasa said as he headed back down the rocks, which made a replacement for steps on Pride Rock.

"There's more?" Simba asked, his voice sounding awed. Although he had a little bit of trouble getting down at first, he followed him quickly.

Mufasa laughed, "Simba…" Mufasa chuckled lightly as he and Simba walked through the Pridelands, observing the different animals that had made their homes here. "Everything you see exists together in a delicate balance. As king, you need to understand that balance, and respect all the creatures from the crawling ant to the leaping antelope."

The young prince looked up at his father in surprise. "But, dad, don't we eat the antelope?"

"Yes, Simba, but let me explain. When we die, our bodies become the grass, and the antelope eat the grass. And so, we are all connected…to the great circle of life." When Mufasa finished talking, he looked up and noticed that Qui Gon Jin had arrived, with another man behind him.

"Good morning, Mufasa," said Qui Gon, smiling.

Mufasa and Simba turned around. "Qui-Gon!" yelled Simba, running circles around his legs. "Hey! Do you have any Jedi things to teach me today, huh?"

Mufasa smiled. "If only my son were that enthusiastic about his royal lessons."

"Actually, I brought my student with me today," said Qui Gon. He then introduced them to a young man with a short haircut with two types of pony tails, wearing a brown robe. "Mufasa, Simba, this is my padawan learner. Obi Wan Kenobi."

"Hello," said Obi Wan.

Simba seemed to get excited, and he padded immediately over to Obi Wan. "Wow, you're his student? So you're kinda learning stuff like me, huh? But I bet a Jedi never got to be a _king,"_ he said with a small smirk, then turned back to Qui-Gon. "Hey, how much stuff does a Jedi have to learn? Is it like being royal?"

"Simba, one question at a time... if you don't mind answering them," Mufasa said to Qui-Gon.

"Not at all," answered Qui Gon. He then turned to Simba. "A jedi has many things to learn, we are the guardians of peace and justice throughout the galaxy."

Simba looked up at the sky, then back to Qui-Gon, an eyebrow raised curiously. "The whole thing? How do you get to so many stars so fast? Are there lots of you?"

"Many, spread out through the galaxy."

Simba sat down and looked at the sky to ponder just how many they'd actually need as Mufasa spoke "Thank you for coming here. Your kind are always welcome... and how has my brother been? The slight of not being present at Simba's presentation was deliberate..." He got up and moved closer, making sure Simba cannot hear. "I am a little worried about him, I must admit."

Suddenly, a loud rumbling was heard. The group forcibly ducked to the ground as a large, smooth, silver star ship flew over them and headed straight towards Pride Rock. Obi Wan stared up in curiosity. "Master?" he asked Qui Gon. "What was that?"

Simba ducked down in a fright as Mufasa watched the ship. "Simba, stay here," he commanded, looking to Qui-Gon. "I will investigate." With that he loped off toward his home.

Qui Gon picked up simba and followed mufasa, along with Obi Wan. Back at pride rock, Mufasa, Sarabi, Captain Panaka and other lionesses and guards were waiting at the door of the large vessel. Qui Gon, Obi Wan and Simba soon arrived at the sight.

Simba looked up at Qui-Gon. "Is that one of yours?" :he asked quietly.

The old jedI shook his head, "No. It appears to belong to the royal family of the planet Naboo."

Slowly the ships door opened and out stepped a boy who looked the age of sixteen wearing royal robes and white make up on his face. he was escorted by handmaidens dressed in orange and yellow robes and a man in a purple cloak and white beard. They soon greeted Mufasa by bowing.

Mufasa dipped his head and looked about at the entourage.: "Greetings from Pride Rock. I am the king Mufasa. Why are you here?"

The boy with the white face stood up. "I am king Amidala of the planet Naboo." He then pointed to the bearded man next to him. "This is my governor, Sio Bibble and my handmaidens. We have escaped a terrible tragedy that has just happened on our home world."

Mufasa glanced around and stepped closer. "We will give what assistance we can, but we cannot travel through the stars, only our guards are able to do that. Now what is the nature of this catastrophe?"

Amidala sighed. "The new leader of the trade federation, Viceroy Newt Gunray, has taken control of our central city. We just escaped with our lives."

"Strange," said Panaka. "The Trade Federation would never go this far."

Simba looked up at Qui-Gon. "Who's the Trade Federation?"

Qui Gon looked at the young prince. "A very powerful nation who's specialty is with the trade routes to different planets." he answered. "They also make droids. this new Viceroy doesn't sound too friendly."

Mufasa took in a deep breath and looked at Amidala. "Very well. We can grant you sanctuary... but if they follow you here, we can do very little to protect you. However, we have two Jedi that may be better equipped for such things..." He looks back to Qui-Gon, figuring this is more his territory.:

"Thank you Mufasa," said Amidala as he bowed. Then he and the others went into the den. But not Simba, he went to go look for his uncle, Scar.


	4. Chapter 3

Scar paced back and forth on the rocky ledge, thinking and mourning about the fact that he'll never be king. As he approached an old bone that sat by the edge of the cliff, he tossed it aside with his paw and sent it flying over the cliff, into the grounds below. He shook his head and continued walking, but paused in his tracks when her heard a familiar voice call his name.

"Hey Uncle Scar, guess what?" The voice said happily. Scar rolled his eyes and turned around to look at Simba, who was standing next to him.

"I despise guessing games," Scar grumbled, narrowing his eyes..

"I get to be king of pride rock," Simba said somewhat greedily.

"Oh, goody."

Then Simba ran to the other side of the cliff and looked back behind him to look at his Uncle, wearing a large grin on his face that went from ear to ear. His uncle was slightly paying attention, but he wasn't really. "My dad just showed me the whole Kingdom, and I'm gonna rule it all! Heh!" he chuckled.

"Yes, well…forgive me for not leaping for joy, bad back you know…" Scar said as he slumped to the ground and landed on his shoulder.

As he laid down on his side, Simba jumped on his back and looked down at him. "Hey Uncle Scar," asked Simba, still sitting on his uncle. "When I'm king, what'll that make you?"

"A monkey's uncle…" Scar replied lazily.

Simba laughed as he rolled off his back—he ended up lying on his own back and looked at his uncle's eyes while upside down. "You're so weird."

Scar smiled mischievously. "You have no idea." Then he got a sudden idea. He stood up and walked towards the other end of the cliff side and sat down. "So, your father showed you the whole kingdom, did he?"

"Everything." Simba replied as he caught up with his uncle's steps and sat down beside him.

"He didn't show you what lies north beyond the northern border?" Scar asked, looking down at his nephew that he despised so much.

Simba sighed and looked at the ground. "No..he said I couldn't go there."

"And he's absolutely right, far too dangerous. Only the bravest lions go there." Scar said, and there was a strange glint in his eye that told everyone he was plotting something. Whatever it was that he was thinking of in the back of his mind, it wasn't good.

Simba began to get curious, but he felt a little offended as well. Did his uncle think that he wasn't brave like the other lions? "Well I'm brave, what's ou—" He didn't get to finish when Scar interrupted him.

"No I'm sorry Simba, but I can't tell you." Scar said teasingly, hoping to peak the cub's interest ten-fold. He looked away, but Simba ran towards Scar's right and looked at him in the eyes, wondering what it was that he was trying to keep from him.

"Why not?" Simba complained. It seemed that he had been doing a lot of complaining these days…

"Simba, Simba, I'm only looking out for the wellbeing of my favorite nephew," Scar said in a low voice as he put his paw on Simba's head, ruffling his small golden mane

"Yeah right, I'm your only nephew!"

Scar smiled, removing his paw from Simba's head. "All the more reason for me to be protective... An elephant graveyard is no place for a young prince. Oops!" Scar fake gasped and covered his paw with his mouth.

"An elephant what? Woah.." Simba looked interested.

Scar faked his supposed dismay. "Oh dear, I believe I've said too much. Well, I suppose you'd have found sooner or later, you being SO clever and all…" He pulled Simba close, but he couldn't help but feel a little disgusted as he did so. However, if he wanted his plan to work, he needed to get Simba to believe that Scar loved him, and like Mufasa, he didn't want him to go to the Elephant Graveyard. He nuzzled Simba's cheeks, his paw wrapped around the little cub's waste. "Oh, just do me one favor - promise me you'll never visit that dreadful place."

Simba pretended to be thinking for a moment. "No problem.."

"There's a good lad," Scar said as he playfully swatted Simba with his paw, and pushing the cub away from him. "Run along now and have fun. But—" Before Simba managed to run out of ear-shot, Scar called back to him, and Simba turned his head around before he actually left the cliff. "Remember, it's our little secret..!" Scar grinned menacingly as he watched Simba turn around and disappear down the cliff side.


	5. Chapter 4

Simba ran down the slope of Pride Rock towards the small area of trees where the lionesses hung out. He found his mother and Sarafina, who was sitting with Nala. Nala, along with her mother, who was giving her a tongue bath.

"Hey Nala," Simba said with a smile, placing both of his paws onto the ledge of the rock that Nala was sitting on.

"Hi Simba," replied Nala as her mother licked the top of her head.

"Come on, I know this really cool place."

"Simba, I'm kinda in the middle of a bath."

Sarabi looked down at her son with a grin. "And it's time for yours."

Sarabi lifted her right paw and picked up her struggling son, who was trying to get out of her grip. After she got her son in the position that she wanted him, and holding him against her chest, she began licking his back and hair, giving him a slobbery bath.

"Moom!" Simba shouted, and he tried to escape her grasp. Simba pouted and finally gave up, but he looked at Sarabi with a disgusted look on his face. Simba glared and managed to pull himself free from his mother, fixing his 'mane' that was his small tufft of hair. "Okay Okay, I'm clean! Can I go now?"

"So where are you going?" Nala asked, tilting her eyebrow as she watched Simba try to get away from his mother as far as he can, to the point where he was standing next to Nala. "It better not be any place dumb!"

"It's really cool…" Simba replied.

"Where is this reallycool place?" Sarabi asked. Simba flinched, and turned around to look at his mother with a grin on his face.

"Ummm…" Simba thought for a moment. "Down by the water hole!"

"The water hole!" Nala pulled her head back and made a harsh look on her face, "What's so great about the water hole?"

Simba glared at Nala, and he would've said something to help cover up his alibi, but he decided against it and looked up at his mother with a grin on his face. "Can I go, mom? Pleeeeeasseeeeeeeee?" He half asked, half begged, grinning so wide that his smile looked like it was going to pop right off his face.

Sarabi nodded. "It's alright with me." She would've continued, but Simba had already took off running as soon as he heard those words. Nala stood up to follow, and she ran off after him, and the two jumped around each other happily and playfully.

"All right!" He screamed with excitement in his voice, bounding off when Nala jumped over him, but stopped when he heard his mother say and call after him:

"As long as Zazu goes with you!"

Simba stopped, sighed, and looked at Nala. "Oh no, not Zazu."

The cubs walked through the savanna, with Zazu flying over them. Zazu called down to them. "Step lively. The sooner we get to the water hole, the sooner we can leave."

"So where are we really going?." Nala whispered.

"An elephant graveyard," Simbai whispered back, and shushed Nala before she could scream with excitement.

"So how are wegonna ditch the dodo?" Nala asked. While Simba replied , Zazu looked down and noticed that the two cubs were talking about something, and he felt his heart bubble with excitement. With a low chuckle, Zazu hovered over them and landed a few feet in front of them, stopping in front of the two cubs.

Zazu landed in front of the cubs, and Simba gave him an annoyed look, but the hornbill didn't seem to notice. "Just look at you two. Little seeds of romance blossoming in the savannah… your parents will be thrilled! What with your being betrothed and all."

Simba looked at the small, blue bird with a blank stare. "Be-what?"

"Betrothed. Intended. Affianced."

Nala looked at him with an eyebrow raised. "Meaning?"

"One day, you two are going to be married!" Zazu said excitedly.

Simba gasped. "What!" he shouted, sticking out his tongue in disgust. "No way! I'm not marrying her, She's my friend." He said, as he looked at Nala.

Nala nodded in agreement and looked down at Zazu. "Yeah, it would be so weird."

"Well, sorry to bust your bubble, but you two turtle-doves have no choice. It's a tradition…" Zazu said, but he wasn't heard. Simba mimicked Zazu's last three words as he said this: "going back generations." and Nala giggled as she watched him.

Just then Simba spotted a lone rhino eating some grass. He walked over, whispered something into the rhino's ear, then walked back. He was planning something. "Well when I'm king that will be the first thing to go." Simba said as Zazu finished.

"Not so long as I'm around." Zazu replied, waving his wings at Simba as if to shoo him off, like what he just said didn't mean anything to him.

"In that case you're fired." Simba said, approaching him closely.

"Nice try, but only the King can do that." Zazu said as he poked Simba in the nose.

"Well, he's the future king!" Nala said, backing her best-friend up.

"Yeah, so that means you hafta do whatever I tell ya!" Simba shoved Zazu so hard that the force caused him to fall over to his side. Somewhat angrily, Zazu righted his balance and glared at Simba as he turned around to look at the cub behind him.

"Not yet I don't, and with an attitude like that, I'm afraid you're shaping up to be a pretty pathetic king indeed." Zazu remarked, folding his arms and turning his back on Simba. Just then the rhino that Simba whispered to earlier walked up and suddenly sat on the poor bird, thus giving the cubs enough time to run as far as possible.

Later, Zazu finally escaped the confines of the rhino's back side. Zazu glanced about, and suddenly realized the cubs were gone. In a panic, he flew about, unable to find them, and zoomed back to Pride Rock, trying to find Panaka. Mufasa would surely make sure there were dire consequences if _he_ found out about this.

Captain Panaka was walking about when he spied Zazu flying toward him. "Zazu?" he asked. "What's the matter?"

Zazu shouted into thin air, "Captain! It's a disaster! The cubs! Simba! Nala! They ran away from me! They dropped a rhino on me and now I can't find them! You must get them back before the king finds out about this!"

"Zazu, Zazu, calm down. I'll go find them, ok?"

"I can't calm down! Not until they're back home safely! Hurry!" then Zazu flew away back into the air.

Panaka started walking towards the savannah and muttered to himself, "I'm getting too old for this."


	6. Chapter 5

Simba and Nala ran onto a hill that was far away from where the singing took place. "Alright!" Simba shouted happily, still grinning. 

"We lost him!" Nala said, who was also grinning.

"I..am a genius." Simba said, puffing his chest with pride as he grinned a toothy smile.

Nala rolled her eyes and snorted. "Hey genius it was my idea."

"Yeah, but I pulled it off."

"With me!"

"Oh yeah?" Simba said. His grin growing even wider, he jumped on top of Nala and tried to tackle her, but she slipped out from underneath him so fast that he didn't see it coming, and she pinned him to the ground, standing on his chest with her paws.

"Pinned ya." Nala said while laughing.

"Let me up!" Simba said, while trying to get out from underneath her. Nala walked away from Simba with a smug look on her face, walking kind of sassy with her tail swaying to and fro. Simba glared at her, thinking that he was stronger than her and that he would be able to pounce on her like he did Zazu. Suddenly grinning again, he jumped after Nala and pounced on her, trying to tackle her again, and the two rolled down the hill and flew over the ledge.

Nala again ended up on top of him again and grinned. "Pinned ya again!" Suddenly a geyser exploded next to them and Nala screeched, jumped off Simba and hid behind him in fear and surprise. Together, the two cubs looked around. Simba walked over to a ledge and looked over it, and he couldn't help but feel like he had been here before. Nala followed him and sat her paws over the same ledge and looked over it.

"Whoa…" they said in awe. The area was covered in dead animal skeletons. There were also mountains in every area that towered over them, and none of them looked climbable. It was creepy. He smiled and looked at Nala, who shuddered at the scenery before her.

"It's so creepy" Nala said.

"Yeah. Isn't it great?" Simba asked, and he hopped over the ledge and landed on the other side, with Nala following him closely behind. She kept looking over her shoulders, as if expecting someone to jump at her out of nowhere and pounce on her.

"We could get in big trouble." Nala said.

"I know," Simba replied jokingly. He and Nala began to explore the place, walking and stepping over many piles of bones. The two cubs approached the head of an elephant that was ten times larger than a normal elephant head.

Nala looked up at the huge elephant skull. "I wonder if it's brains are in there." She asked.

Simba looked up at her. "There's only one way to know. C'mon, let's check it out," he said walking over to it. Just then, a loud 'ahem' was heard from behind them. They jumped with fright and cowered into a corner until Simba recognized that it was Captain Panaka. "Oh... captain, sir... what brings you out here?" He grinned, wondering if he's in trouble or not by now.

"You are in serious trouble, young prince!" Panaka said, looking angry.

Simba cleared his throat and looked at the ground while Nala remained. At least his father wasn't here "Well... we... we just wanted to see what was out here."

"You can tell your father that when we get home, he's going to have a long talk with you."

Simba looked at Nala and felt embarrassed being scared. So he narrowed his eyes and smirked "Hey look! The captain is scared!" he said, chuckling.

"Don't you dare get smug with me, Simba. Right now we're all in very grave danger!"

Simba moved towards the skull and stood in front of it. "Danger? Hah! I walk on the wild-side," Simba said as he closed his eyes. "I laugh in the face of danger. Ha ha ha ha." Simba's laughs started to echo through out the elephant graveyard, and his laughs soon turned into the cackles of hyenas. Three hyenas emerged from the skull as Simba gasped and ran back to Panaka and Nala, hiding behind them in alarm, surprise, and fear.

Shenzi, who was apparently the leader of the hyena pack, "Well well well. What do we have here Banzai?" asked the female with a sly grin on her face.

"Hmmm… I don't know Shenzi. Uh, what do you think Ed?" Banzai looked back at Ed and Ed just laughed that crazy laugh of his. Banzai later replied with, "Yeah, just what I was thinking. A trio of trespassers!"

Panaka stood at the hyenas and said, "We didn't mean to intrude. These cubs and I were leaving."

The female giggled. "So soon? Don't you know it's rude to the host to leave in the middle of a party? Especially when the entrees just got served..." The three hyenas chuckled menacingly and began to try and circle around them.

Simba stepped forward, trying to be brave.: "You'd better not come closer! This is the future king and his bodyguard you're dealing with!"

Shenzi smiled a sly grin as she continued to circle Simba. She grinned and asked, "Do you know what we do to kings who step out of their kingdom?"

Simba snorted, his eyes still narrowed as he looked at the female hyena. "Puhh, you can't do anything to me."

"I'm afraid they can," interrupted Panaka, as he kneiled down to talk to Simba. "We are on their land." he got up and looked at the hyenas. "If you'll excuse us, we'll be going home." he then turned to leave with the cubs following him.

Shenzi stepped in front of them. "What's the hurry? We'd looove you to stick around for dinner." She said, but meaning something else behind those words. However, although he was very young, Simba knew exactly what she meant, and he kept getting bad vibes from her—he tried to run away, but the female hyena was blocking his escape. He frowned.

Banzai nodded, licking his lips at the thought of food. It's been such a long time ever since he last had a good meal, and looking at those lions. "Yeaaaah! We could have whatever's... "lion" around! Get it? Lion around!" he said, and then he started laughing.

"Oh wait, wait, wait. I got one, I got one. Make mine a "cub" sandwich. Whatcha think?" Shenzi said, causing all three of them to laugh with howling laughter.

Suddenly Panaka pulled out a laser pistol and shouted, "Run!" he then shot at the hyena's feet as the cubs escaped, not looking back at what was going on.

The hyenas pounced on Panaka, knocking him down, then began to chase Simba and Nala.

The cubs ran through the mazes of bones, hoping to escape the hyena's before they were lunch meat. After they were a few yards away from the sight where the Hyena's where, they stopped to catch their breath, taking notice of their surroundings.

Nala screamed as the hyenas jumped up over the cliff after them and started chasing them across the bony hills and mountains. Running up the head of the giant elephant skull, Simba flipped through the air and started sliding down the spine of the elephant's back—he blinked in surprise when Nala landed in his lap as they slid faster and faster down the twisted spine.

They landed in a pile of bones and continued running, climbing up the mountain of bones, rib cages and broken skulls. Simba started climbing up a rocky slope, moving a little bit faster than Nala, but stopped when he suddenly heard Nala scream. He looked down and saw that Nala, although her claws were extracted, was slipping towards Shenzi.

Gathering up all the courage he could muster, Simba narrowed his eyes and ran back down

toward the bottom of the bone mountain, and before Shenzi could do anything to his best-friend,

Simba swiped his claws across Shenzi's face, causing her to pull her head back and enabling Nala to make her escape.

Shenzi growled as her face bled, and she narrowed her eyes at Simba. The cubs jumped over the mountain of bones and they ran through a nearby cave. They continued running until they reached a dead end. With a gasp, Simba turned around as Nala hid behind him, her tail curled protectively around her waste as she watched the hyena's approached them in horror.

"Here kitty kitty." Banzai taunted

Simba didn't back away—he stood his ground. He wasn't going to show his fear, he was going to be brave like his father. Closing his eyes, he tried to roar, but at first it came out as a tiny squeak. When he tried to roar a second time, the scream turned into a little meow. The back of his throat felt scratchy, and he decided to stop, looking up at the hyena's with wide, terrified eyes.

Shenzi laughed at him. "Hah hah hah! That was it? Do it again, c'mon, kill me!" Shenzi said teasingly.

Simba arched his back and let out another roar, and this time, his 'meow' of a roar was so loud that it echoed throughout the cave. Amazingly, though, it sounded more like a adult's roar then it did a cub roar. Startled, the hyena's looked around the cave, hoping that it wasn't the cub's roar.

"Huh?" The hyenas said all-together, sounding more than a little confused. When another roar echoed through-out the cave, Mufasa jumped through the air and landed on top of the hyenas, scratching them and slicing their backs up with his sharp and deadly claws.

Captain Panaka ran up to the cubs and shielded them with his body. "Stay behind me!" he shouted.

Mufasa pinned the hyenas to the ground and held them together with his sharp claws and pressure that he put on his paws.

"Oh please! Please please!"

"Ow ow ow!"

"Silence!" Mufasa roared.

"We're gonna shut up right now! Stop being so tempermental!" Banzai said.

"Calm down! Look, we're sorry…" Shenzi said.

"If you ever come near my son again…" Mufasa growled, narrowing his eyes as he looked down at the three hyena's that he had pinned underneath him.

"Oh this is... this is your son?" Shenzi exclaimed in a mock surprise. She turned to look at Banzai with a fake expression of surprise and shock.

"Did you know that?" Shenzi asked.

"I sure didn't know.." Banzi replied, "did you?"

"No! Of course not!"

The two hyenas turned to Ed. "Ed?"

Ed nodded, tongue hanging out the corner of his mouth.

Mufasa roared, causing the hyena's to shrink under his piercing stare and huddle against each other in fear. "Heh..Toodles!" Banzai exclaimed. The three hyenas ran for their lives, yipping and howling in both fear and terror. They left behind a cloud of smoke that faded into the distance and the dark night. Captain Panaka walked up next to Mufasa, watching the hyenas flee

Simba stepped up toward his father, his head lowered and eyes downcast. "Dad I-"

Mufasa turned to him. "You deliberately disobeyed me."

"But dad..I-I'm sorry…" Simba tried to apologize. He knew that he was in trouble, even before Mufasa had said anything: he couldn't help but wonder what his father was going to do to him when they got home. With a long sigh, Simba lowered his head and followed after his father, with Nala behind him, who also had her head lowered.

Mufasa growled. "Let's go home."

The cubs followed Mufasa and Panaka silently, until Nala spoke up and looked at Simba. "I thought you were very brave." She said quietly, but Simba didn't say anything. As they walked out of the cave, neither cubs noticed the shadow that was flickering on the walls. Scar was standing on his ledge that stood many feet above them, and, as he looked down at the scene below him, he watched the scene angrily with his dark green eyes narrowed.


	7. Chapter 6

Later at the hyena's lair, Banzai was rubbing his rear. When Mufasa had jumped on top of him and slashed him, he left a deep scar that would take weeks to go away. "Man that lousy Mufasa. I won't be able to sit for a week!" He complained, but looked up when Ed started laughing at him. "It's not funny Ed." Banzai growled, glaring at the laughing hyena. Ed bit his lip, then laughed and fell on his back, rolling up into a ball.

"Hey shut up!" Banzai yelled. Banzai tackled Ed and the two started fighting.

Shenzi rolled her eyes as she watched them fight. "Will you two knock it off?"

Banzai stopped, leaving Ed chewing on his own leg. "Well he started it!" Banzai exclaimed.

"Look at you guys. No wonder we're dangling at the bottom of the food chain." Shenzi said, walking up to Banzai, who drooled.

"Man I hate dangling." Banzai said.

"Yeah? You know, if it weren't for those lions, man we'd be runnin' the joint." Shenzei said sarcastically, narrowing her eyes at the word 'Lions'.

"Man! I hate lions" Banzai said.

"There so pushy" Shenzi said seconds later.

"And hairy"

"stinky"

"And man are they uuugggly!" they exclaimed falling over together in laughter.

"Oh surely we lions aren't all that bad." A familiar, low and monotoneless voice said. The hyenas gasped and jolted up in alarm. They saw Scar sitting in the shadows, looking down upon them with his eyes narrowed. Along with him were two tall, green skinned, red eyed aliens. One of them was dressed in dark red robes and a large black crown on his head, he was Viceroy Newt Gunray of the Trade Federation. The other was dressed in a black robe, he was Gunray's assistant.

"Oh Scar it's just you." Banzai remarked, not caring about the others. "We thought it was somebody important"

"Yea like Mufasa" Said Shenzi, pointing her paw at Banzai. Banzai chuckled.

"I see." Scar rolled his eyes at them.

"Now that's power." Banzai said.

"Yea, tell me about it. I just hear that name and I shudder!" Shenzi said.

"Mufasa.." Banzai taunted, waiting to see a reaction from Shenzi.

Shenzi shivered. "ooh…do it again."

"Mufasa! Mufasa Mufasa Mufasa Mufasa!"

Shenzi fell over laughing. "It tingles me!"

Scar groaned and put a paw over his eyes.: "Do you see what I have to work with?" he mournfully asked Gunray. "It really shouldn't be so hard... if only we had thumbs... perhaps then it would be _us _ruling the stars..."

"As you know, Scar," said the Viceroy as he followed scar down a rocky ramp along with his assistant. "Our blockade is on it's way. Within a few days it will surround the entire planet."

Scar hmm'd. "So long as you keep everyone grounded _long _enough, even those bumbling fools will get it right... sooner or later..." He looked distastefully down at the hyenas. Ed had begun lapping up the drool that had gathered around his paws while Shenzi and Banzai watched in disgust.

Scar walked towards a large platform with a control panel. He pressed a button, and in faded a life-size blue faded communication hologram of a human dressed in a large black hooded cloak. The only thing that could be seen of his face were his nose and lips. He was called Darth Sidious, a powerful and dangerous master of the JedI arts known as the Sith. "What is it?" he asked, menacingly.

Scar cleared his throat and spoke with authority. "The tawdry trio has failed... Simba is very much alive. If you want this done, send me someone who can do it _right."_

The dark Lord gritted his teeth. "This interferes with our bargain, car."

Scar hmmphed loudly. "Do you really think I can get myself in any more hot water? Those idiots I have at my command couldn't chew their way out of a water buffalo, and I surely can't do the deed myself. If you want me to think up another plan, you'll have to hold off your blockade... it'll be impossible to break through two Jedi when everyone's on high alert."

"Not for a sith." Just then, up from behind Sidious, stood a dark figure dressed in a similar black hooded cloak, with a red and black face and eyes like fire. He glared at the lion, hyenas and Viceroy as he folded his arms. "This is my apprentice, Darth Maul. He will take care of your nephew."

Scar seems a little disturbed himself. "...Very well," he said, not enjoying the idea of such a... strange person coming to make trouble. "Send what you will... as long as I get what I want." And with that, the holograms disappeared. "Which leaves Mufasa to me."


	8. Chapter 7

Nala and Simba walked after Mufasa and Panaka in silence, and both of them had their heads lowered.

Both jumped and looked up as Mufasa finally spoke, breaking the long silence that had came upon them. "Captain!"

Panaka walked in front of Mufasa, put his fist in his chest, and bowed. "Yes sire?" he asked.

Mufasa looked at him. "Take Nala home. I have to teach my son a lesson." He said in a low, and really angered voice. Turning her head to look at her best-friend, Nala blinked twice as she watched Simba crouch down in the tall grasses, his eyes widened. It was quite apparent that he was trying to hide himself—he could even be ashamed, as far as she knew.

Panaka walked back and picked up Nala in his arms. "Come Nala. Simba," He placed his hand on Simba's shoulder. "good luck." Then he walked off with Nala in his arms. Simba watched them leave.

Mufasa looked at the sky, his long hair from his mane blowing in the wind. With a loud, and rather terrifying growl, Mufasa called his son's name, and his voice echoed across the fields full of tall grasses and shrubs. "**SIMBA**!" He yelled.

Simba flinched and stepped forward, his eyes downcast and his head lowered in shame. Suddenly, he felt something drop below him and he almost slipped. When he managed to keep himself from falling into the hole in the ground, he looked down. He had stepped into his father's paw print. He frowned, putting his own paw back down on the ground, and walked up to Mufasa slowly. He sat down next to him, refusing to look at his father's eyes.

Mufasa turns to Simba, and he didn't look happy. In fact, it was painfully obvious that he was angry about what had just taken place earlier this evening. He closed his eyes and sighed, then he said, "Simba, I'm very disappointed in you."

Simba sighed, also closing his eyes. "I know."

"You could have been killed," Mufasa continued, "You deliberately disobeyed me. And what's worse, you put Nala in danger!"

Simba swallowed hard and opened his eyes to look up at his father, "I was just trying to be brave like you…" he sniffled.

"I'm only brave when I have to be." Mufasa looked down at his son seriously, "Simba, being brave doesn't mean you go looking for trouble." the king said, surprisingly in a gentle voice. Simba looked up at him and locked gazes with his eyes.

"But you're not scared of anything." Simba retorted. The fact that his father wasn't afraid of anything was one of the reasons why the cub looked up to his father so much.

"I was today" Mufasa said, adverting his eyes for a breath moment.

Simba blinked in disbelief. "You were?"

"Yes.." Mufasa bent down to where he was at eye level with his son. "I thought I was going to lose you" Mufasa said, and it was true. When he heard that his son was running around in the elephant graveyard and was being chased by hyena's, he feared that his son was going to get seriously hurt, or worse. It pained him when he thought about that.

"Oh.." Simba said quietly, relaxing some. "I guess even kings get scared, huh?" Simba couldn't believe that his father was afraid. He had thought that he wasn't afraid of anything, especially sense he was all grown and stuff; there was also the fact that he was the King. Kings weren't afraid of anything.

Mufasa nodded and replied with. "Mmm hmm."

Simba smiled, then, cupping his mouth with his right paw, he whispered. "But you know what?" He said, grinning widely. Mufasa blinked and looked at him in wonder.

"What?" Mufasa asked.

"I think those hyenas were even scareder." Simba said, leaning so far over that he almost collapsed onto his father.

Mufasa laughed. "'That's 'cause nobody messes with _your_ dad. Come here, you!" Mufasa said playfully, then grabbed Simba around the waist with his heavy paws and caught him in a head-lock, giving his son a noogie.

Simba yelped, trying to get away from Mufasa, but his father was apparently stronger than him and he couldn't get away. He laughed, wrestling with his father as his dad ruffled his hair and missed up his 'mane'.

"Oh! Oh no, ahh!" Rashadi finally managed to slip out of his father's grasp and chased after

Mufasa. Mufasa and Simba chased after each other in the tall grasses, and when Simba finally caught up with him, he jumped onto his back, and Mufasa fell over with his son sitting on his back. They wrestled some more and, when Mufasa turned right-side up again, Simba held onto Mufasa's head.

"Dad?" Simba asked..

"Hmm?" Mufasa looked up at his son, who was still sitting on his head.

"We're pals right?" He asked.

"Right" Mufasa laughed.

"And we'll always be together right?" Rashadi asked.

Mufasa's face grew stern and he sat up a little, with Simba hanging onto his shoulder. When Simba finally found a spot to grab a hold of, he made himself comfortable as his father looked up at the night sky. "Simba... let me tell you something that my father told me. Look at the stars. The great kings of the past look down on us from those stars."

"Really?" Simba asked, amazed.

"Yes…" Mufasa continued, but he didn't tear his gaze away from the stars. "so whenever you feel alone, just remember that those kings will always be there to guide you… and so will I."

Just then, they heard foot steps in the grass. Simba turned to see Qui Gon Jin approaching them. Mufasa looked over to the Jedi, wondering why he is here. "Sorry to disturb you Mufasa," said Qui Gon. "But I heard what had happened today and I just wanted to see if you two were alright."

Mufasa shook his head as he and Simba stood up. "Nothing is wrong. We are all right, now. But it seems we will need to be more cautious, with the hyenas getting so brazen."  
Mufasa walked away, and Qui Gon sat next to Simba. He then looked up at the sky. "Looking at the stars, young one?" he asked.

"Mmm hmm," was Simba's only reply.

Qui Gon smiled. "The Force does wonderful things."

Simba glanced up at the stars again, looking curious. "Qui Gon, what is The Force?"

Qui Gon sighed as he began to explain. "The Force is what gives a Jedi his power. It's an energy field created by all living things. It surrounds us and penetrates us. It binds the galaxy together. Your father is right, when we die our bodies become the grass, but our spirits become one with the living force."

Simba flicked his tail and continued staring upwards as Mufasa listened from nearby. "So... how does the Force give you power? What kind of stuff does it let you do?"

"It allows us do many things. Some use it for good, others for evil." Qui Gon noticed that Simba was looking a bit sleepy. "Come, I believe it is time for you to rest." He then picked up the fatigued cub in his arms.

Simba yawned and closed his eyes. Mufasa trailed next to them as they headed back to Pride Rock.

--------------------------------------------------------------------------------------------------------

The endless buildings of Coruscant made a twinkling background to Darth Sidious's hologram, but Darth Maul knew better than to be distracted by them. He kept his report brief and accurate, the way Darth Sidious liked them.

"The Pride Lands are sparsely populated," Darth Maul finished. "If th trace was correct, I will find them quickly, Master."

"First you will dispose of King Mufasa's son," Sidious instructed him. "Then you will stay in the Pride Lands before such a time comes when you will have no difficulty taking the King back to Naboo to sign the treaty."

Darth Maul felt a thrill of anticipation. "At last, we will reveal ourselves to the Jedi. At last, we will have revenge."

"You have been well trained, my young apprentice," Darth Sidious told him. "They will be no match for you." His expression was hidden by his hooded cloak, but his satisfaction was evident in his tone of voice. "It is too late for them to stop us now," he said, half to himself. "Everything is going as planned. The Republic will soon be in my control."


	9. Chapter 8

Everything was calm in The Pride lands a few days later. Qui Gon Jin had left along with Obi Wan Kenobi to finish his young padawan's training. Meanwhile, Scar led Simba into a gorge, talking to him in a very calm voice. He continued walking with Simba until he led him to a walk, and held himself back a little when Simba sat up on the rock. 

"Now you wait here. Your father has a marvelous surprise for you." Scar said, wearing a smug grin on his face.

Simba looked up at him. He climbed up onto the rock, then his eyes widened in amazement as he heard the word 'surprise'. "Oooh. What is it?" Simba asked, grinning a little. He wanted to know what Scar was going to give him as a surprise. He's never got a surprise before, and he was hoping that it would be good. Whatever the surprise was, he had a feeling that it WAS going to be something good.

Scar looked down at him, frowning slightly. "If I told you, it wouldn't be a surprise, now would it?"

He asked, cocking his head."If you tell me, I'll still act surprised." Simba said.

"Ho hoo-ho. You are such a naughty boy." Scar said to him, then moved his paw to ruffle

Simba's mane, causing a few of his hairs to stick up. His plan was working perfectly, and there was nothing that would be able to keep it from happening.

"Come on Uncle Scar" Simba whined, putting his paws onto his uncle's chest. Scar pulled away from Simba and shook his head.

"No-no-no-no-no-no-no… This is just for you and your daddy. You know, a sort of... father-son... Thing." He pulled his paw away and waved it in the air. Simba sighed as he watched him turn away. "Well, I better go get him!"

Simba jumped off the rock and bounded after Scar. "I'll go with you!"

Scar turned around and snapped at him. "NO!" When he saw Simba jump back in alarm and a little bit of fright, Scar gulped and grinned nervously, walking up to Simba. He was approaching Simba so fast that he was causing him to push back. "Heh heh heh…No. Just stay on this rock. You wouldn't want to end up in another mess like you did with the hyenas…" He said pushing

Simba back onto the rock with his paw.Simba looked up at him, shocked. "You know about that?" He asked, suddenly feeling really embarrassed. How could his uncle know about that? He had thought that only his father knew about that, and nobody else. It was rather shocking to hear that Scar knew; his uncle! He couldn't help but wonder what his uncle thought of him.

"Simba, everybody knows about that" Scar said, tilting his head to the side and lifting a paw into the air. Scar held his paw against his cheekbone.

Simba looked down, starting to feel really embarrassed. He felt like he was in trouble, and he started to wonder what everyone else thought of him. "Really?" He adverted his eyes away from his uncle's and looked at the tiny rock on the ground.

"Oh, yes. Lucky Daddy was there to save you, eh?" Scar said putting him paw around Simba.

Wrapping his paw around Simba's waist, he pulled him closer and nuzzled his mane, pretending to love him like his father would. "Oh, and just between us, you might want to work on that weak little roar of yours. Hmm?" he said letting go of Simba. Then he patted him on the head, then turned and walked away.

Simba finally looked up from the ground and looked at his uncle's retreating form. "Hey, Uncle Scar, will I like the surprise?"

Scar paused in his tracks, then looked over his shoulder. "Simba, it's to DIE for" he half growled, half yelled as he began to finally walk away from the sight. Simba watched him as he disappeared into the shadows before him, and wasn't seen again.

…………

The three hyenas were waiting under a rock for Scar. They were waiting for his signal, and Banzai thought that it was taking him a long time to make it back here. Finally, Banzai gave into his growling stomach, and when his stomach growled again, Banzai scowled.

"Shut up!" Shenzi growled, narrowing her eyes at Banzai.

Banzai shrugged and looked up at Shenzi. "I can't help it! I'm so hungry. I gotta have a wildebeest!" He said jumping up. If his tail was long enough, he would have wagged it.Shenzi pulled him back down. "Stay put."

"Well... Can't I just pick off one of the little sick ones?" Banzai asked, and shrunk back a little when Shenzi shouted at him.

"No…" Shenzi screamed, then lowered her voice. "We wait for the signal from Scar." Shenzi growled. Shenzi looked up at the rocky cliff and saw Scar. Scar nodded, gesturing to the hyena's to move. Shenzi grinned slyly, and started to walk forward. "There he is. Lets go"

…………

Simba snorted and closed his eyes in disgust. He frowned. "Little roar. Pah!" He was sitting down on the rock now, bored out of his mind. When he saw a chameleon crawl over his arms, he looked down at it and grinned, thinking about scaring it. His smile grew even wider, and he stood up and roared.

The chameleon didn't even look at him. Apparently, it didn't even hear his roar the first time. Narrowing his eyes, Simba jumped over the chameleon and tried to roar again. When it didn't work the second time, he became very frustrated. Sucking in a lot of breath, he roared louder and, finally, the chameleon scurried away.

Simba smiled proudly as his 'meow' of a roar echoed in the canyon, then nodded his head in satisfaction as he watched the lizard run away in fright. Suddenly, he felt the ground trembling underneath him. His eyes widening in confusion, he looked down as the canyon floor began to shake. It felt like an earthquake!He then looked up as a stampede of wildebeest started to flood down the canyon walls. His heart started to pound in his chest, and he felt himself starting to panic. His eyes were widened now in fear, and his mouth dropped open as he gasped. He scrambled to his feet, running as fast as he could make his legs go. He had to get out of here!

The hyenas giggled as they finished chasing the wildebeest, stopping at the edge of the cliff and looking down as they stomped through the canyon. Simba zigzagged across the canyon, and he continued to zigzag as he zoomed in and out of the legs of the wildebeest, running faster and faster as the wildebeest stomped after him, his heart was pounding a million miles per minute in his chest.

………

Back at Pride Rock, Mufasa, Sarabi, King Amidala and Govenor Sio Bibble along with several guards, were talking to a hologram of a middle-aged man wearing a green robe. He was Senator Palpatine, he represented both Naboo and Mohatu. "The Trade Federation has tried to kill the king?" asked Palpatine. "How can that be true? I just spoke with the chancellor he sssshhhhrrrrkkk...mmmmrrrrr...kkkkkkk." The hologram was dissolving due to technical difficulties.

Mufasa cocked his head. "Senator Palpatine? Are you there?" He looked to Amidala.: "What do you think could be wrong?"

"A communication disruption could only mean one thing," said Governor Bibble. "...invasion."

King Amidala raised an eyebrow. "Impossible," he said. "How could they have known we were hiding here?"

"My guess is that someone tipped off," answered Captain Panaka. Then he pointed to a Caucasian man dressed just like him, except that he wore a red and silver helmet. "Lieutenant Typho, try to get the signal back." The Lieutenant nodded as he pushed buttons on his belt.

Mufasa took in a deep breath as Sarabi looked to him worriedly. "We have absolutely no means of defending ourselves..."

"What about your imperial guards, like Captain Panaka?" asked King Amidala.

Mufasa shakes his head.: "Against the power of an entire army? They'd wipe us out before they even landed."

Suddenly, Lieutenant Typho's belt began to beep. "Sire, incoming transmission."

Mufasa nodded. "Send it through."

Typho nodded and pressed a large blue button on his belt. Suddenly the dissolving hologram of Palpatine was replaced by a hologram of Scar, who looked horrified. "Mufasa," he cried. "Quick! stampede in the gorge! Simba's down there!"

Sarabi and Mufasa gasped. The king sped off. "Panaka!" he yelled "Come with me, quickly!"

"Yes sire, come Lieutenant!" Soon enough, Panaka and Typho were running along with Mufasa and Zazu, who flew ahead of them.

………….

Zazu flew into the gorge and found Simba hanging onto a limb of a tree.

"Zazu help me!" Simba cried. He was starting to loose his grip on the tree.

"Your father is on the way! Hold on!" Zazu called flying back.

"Hurry!" Simba cried again.

Zazu flew to Mufasa, who was looking through the running wildebeest for his son. "There there on that tree!" Zazu said.

Mufasa noticed Simba, who was still hanging onto the tree limb. He didn't have any claws to hold onto, and he was seconds away from slipping into the wildebeest below him. "Hold on Simba!" he said as he jumped into the gorge. He watched in horror as a wildebeest ran into the tree, cracking it in half."You two," he shouted to Panaka and Typho. "Try to slow down the stampede as best as you can" the two guards nodded and ran towards the front of the herd. Mufasa picked up his sped and, like Simba had done earlier, he zigzagged in-between the legs of the wildebeest, trying to reach his son.

Zazu flew around frantically, his eyes wider than two saucers put together. "Oh Scar! This is awful. What will we do? What will we do? OH! I know! I'll go back for help! That's what I'll do, I'll go back for-" Rolling his eyes at the bird's panicky state, Scar knocked Zazu into a wall of a cliff and knocked him out, then followed Mufasa's progress. He walked back and forth across the tall ledge that he was on as he watched.Mufasa realized he past the tree and turned around just as a wildebeest broke through the tree, finally snapping the tree in half. There was a scream, and the human-cub was thrown a few feet into the air, and Mufasa jumped up as Simba fell into his mouth. Mufasa started running towards the lowest ledge that was a few feet ahead of them, but before he got there, one of the wildebeest kicked Mufasa in the side, causing him to stop in his tracks and sending Simba flying over his head.

Simba landed several yards away from him. With wide, terrified eyes, the young cub tried to maneuver out of the hoofs of the wildebeest, but he couldn't get out of the crowd. Mufasa ran back to get his son, and picked him up in his jaws.

Mufasa ran for the cliff, and he quickly put Simba down on the ledge. Suddenly, the horn from a wildebeest collided into his side, and he fell backwards into the stampede with a surprised yelp.

"Dad!" Simba cried, his eyes widening as the many hairs on his back stood up in alarm. He watched in horror as while looking for his father, eye-searching for him through the millions of wildebeest that was running pass him.

At the very last second, Mufasa leapt out of the herd of wildebeest and landed on the side of a cliff, then started to climb with great difficulty up the sheer rock slope. As he climbed up the rocky cliff, Simba turned and started to climb up to the top of the gorge.

Now out of Simba's sight, Mufasa stopped near the edge of the ledge's opening, right below the lowest ledge. His claws scraped against the rock as he tried to hold onto it. Above him on the ledge was his brother. He looked up, his eyes wide with fear. "Scar!" He cried, slipping towards the bottom. "Brother! Help Me!"

Scar looked down disdainfully down at his brother, and then suddenly latched onto Mufasa's forepaws with his claws extended. Mufasa roared from the sudden pain of Scar's claws, and then he realized, his brother never liked him. His brother was jealous—he had always been jealous of him, ever since they were cubs. His expression slowly changes to one of horror as he recognized Scar's intent.Scar smiled. "Long… Live. The. King!" Scar growled, then threw his brother back, and he fell into the stampede.

"Aaaaaaaaaaaaah!" he cried as he fell to the bottom, to his grave.

"Noooo!" Simba screamed, watching with large eyes as he watched his father fall into stampede. He ran down the slope and into the canyon, as the stampede passed, leaving behind a cloud of smoke.

Simba coughed as he walked through the cloudy air. "Dad?" He called, then he heard a sound. "Dad..?" He turned around, expecting it to be his father, but frowned in disappointment when a wildebeest jumped over a twig then ran off. Simba finally saw his father lying under the broken tree. Simba half walked, half ran over to where his father laid, then nudged him in the side with his head. "Dad?" He rubbed his head against Mufasa's, as a single tear rolled down his cheek. "You gotta get up…please get up! Please!" He pushed on his dad, trying to lift him up from the ground, but the lion was too heavy. "We gotta go home." He tugged on his ear, hoping to get the king to stir from his slumber, but the cub was too young to understand that the king would never awaken from his sleep. However, he knew that his father was hurt. He had to get help!

Simba ran off, frightened. "Help!" He cried, hoping that whoever was there with him would here him, but it was not so. Nobody was here, and nobody would help him—but that didn't stop him from trying. "Somebody, help me!"

He looked around, and when he didn't see anyone coming to help him, tears rolled down his cheeks. He turned back to Mufasa, nudging him with his nose, then crawled underneath his arm and cuddled under his paw, sobbing into his chest. Why wasn't his father moving? He was supposed to move! Why wasn't he moving? He gasped when he heard footsteps and looked up to see Scar approaching him. He didn't want to leave his father's side, so he didn't exactly leave until Scar walked up and spoke.

"Simba. What have you done?" Scar said, and he could've smiled right then and there, but he realized that now wasn't the time.

Simba jumped back, and looked up at his uncle, breathing quickly. He still didn't understand why his father wasn't moving—he was moving just a second ago! Why wasn't he moving now? Was he sleeping? He panicked. "There were wildebeests and he tried to save me... it was an accident..I didn't mean for it to happen. I didn't mean to hurt him!" Simba started sobbing again, and Scar embraced the cub, pulling him close.

"Of course, of course you didn't. No one... ever means for these things to happen." He said pulling Simba close and rubbing his back. "But, the king IS dead." he said, looking down with a mock regretful look at Simba, but Simba didn't seem to notice that his uncle was mocking him. "And if it weren't for you, he'd still be alive. Oh!" He gasped, "What will your mother think?"

Simba sniffled, finally looking up at his uncle with frightful eyes. "What am I going to do?" he asked.

"Run, Simba. run away, and never return." Scar said. Simba ran off, crushed. He could feel his heart drop a million miles into his stomach as he ran off.

Then from out of the dust, Darth Maul appeared behind Scar dressed in a black hooded robe, eyes narrowed menacingly.

"**Kill Him**." Scar told him, using the monotone less voice that he had always been using.  
Maul then literally ran as fast as lightning, chasing the young prince.

Simba broke out of the gorge, seeing the hideous Darth Maul after him, and then in front of him. Screeching to a stop, he gasped as he saw the Sith lord glaring down at him, eyes like fire, nasty teeth gritted at him, and a long silver handle in his grasp. Suddenly, a long red blade shot out from the top of the handle. Maul swung the blade but Simba dodged to the side, terror powering his movement. Maul once again began the chase, but now the three hyenas were with him.

When Simba reached the end of the cliff, he realized that there was no other way out, but down. He knew that the only way to escape the hyenas and Maul was if he jumped over the cliff, so he did jump, rolling down the side of the cliff and flying into a thorn patch.

Banzai noticed that the cliff was coming to an end and slid to a stop, barely making it. Maul stopped beside Banzai. But the others didn't stop, and both Shenzi and Ed collided into the back of Banzai and he flew into the air and landed in the thorn patch. "OWWA!" He screamed jumping out of them, and a few feet into the air, holding his butt. "Ow, oy, eey-ah!" Banzi yipped in pain as he climbed over the ledge of the cliff, glaring at Shenzi and Ed las the two hyena's laughed their heads off at him.

The Hyenas chased after Simba through the canyon, obeying their orders and doing what they were told. Simba continued running until he reached a dead end, then he gasped and looked behind him, noticing that the hyenas were on his tail. Turning back around, he looked for an escape route. He found one, and climbed over another rock that was hidden between a small ledge towards the left of him.

Shenzi noticed Simba running into the desert, disappearing into the sun that was setteling in the horizon. "There he goes, there he goes!" She screamed in excitement.

Banzai removed some thorns from his butt. "So go get him" he said.

Shenzi snorted, and said rather quickly. "There ain't no way I'm going down in there. What you want me commin' out lookin' like you, cactus butt?"

Ed started laughing at Banzai. Banzai glared at him and spit a thorn onto his nose, causing Ed to yelp in pain. Pulling his head back, he rubbed his nose.

"We Gotta Finish the job!" Banzai said as he walked up to Shenzi.

The hyenas argument quickly came to a halt when they saw Maul roll back his sleeve to reveal a control panel on his arm. He began to press a few button and from out of nowhere, four small probe droids flew through the air and silently followed Simba. "Those probes will track him down," he said with a low, menacing voice. "And when they do, they'll contact me, then I'll finish him off."

Banzai, already in a bad mood from plucking thorns out, snorted. "Oh, what, the big bad Sith is afraid of some thorny bushes too? Never woulda thought of it..."

Darth Maul stared at Banzai with his demonic eyes from inside his hood.

Banzai gulped and goes back to plucking thorns from his body. "What... I didn't say nothin'..."

Maul silently began to walk away. "Anyway if he does return, we'll kill him."

"Yeah!" Banzai turned towards the little 'dot' and yelled. "Did ya hear that? If you ever come back,

we'll kill ya!" the words 'kill ya' echoed through-out the desert, but Simba didn't pay any attention to them. The cub continued running, ignoring the burning pain in his chest and the fire in his muscles.

…………..

Later that night, Scar sat at the bottom of Pride Rock, the lionesses gathered around him. They had heard the news of Mufasa and Simba's death, and they couldn't believe it was true. They were hoping that it WASN'T true, but the fact that the two weren't with them at the moment proved that they were dead.

They sobbed as he spoke these words: "Mufasa's death was a terrible tragedy…but to lose our dear Simba, who had barely begun to live…" The lionesses and the guards, who were sitting around the weeping and depressed queen, tried to comfort Sarabi.

Nala sat under her mother, crying her heart out for the death of her friend. She couldn't believe that her best friend, her only friend, was dead. She could remember the times that she had spent with him as if it were yesterday—she still remembered his laughs and playful nature. She missed him dearly, and broke down into weeping, uncontrollable sobs with tears falling down her cheeks, her head lowered in despair and sorrow.

"...For me it is a deep personal loss." Scar continued, closing his eyes, only to open them again minutes later. "So it is with a heavy heart that I assume the throne. Yet, out of the ashes of this tragedy, we shall arise to greet the dawning of a new era, in which lion and hyena come together with the Trade Federation, in a great and glorious future!" Scar ascended to the cliff of Pride Rock as the hyenas appeared everywhere, laughing and cackling with their green eyes glowing in the dark. The Lionesses gasped as they also saw hundreds of giant space ships descending from the sky and landing near Pride Rock.

"Ohh…" Rafiki hummed sadly, shaking his head. After wiping away a tear, he reached up and rubbed his hand across the cub painting he had drawn of Simba two months ago, smearing it. Their last hope, was gone.


	10. Chapter 9

**A/N: Sorry I haven't updated in a while, I was having computer problems. **

A few days had passed as Simba walked through a large forest. He had a rather brooding expression on his face as he moved along aimlessly, still not sure of what to do or think. He soon came upon a small puddle, he was feeling thirsty. He dipped his head down to drink lazily.

Suddenly, the water began to ripple. Birds flew over chirping. Simba looked up at the water and took a few cautious steps back, not turning on the water in case it was a predator. Animals started to flee as a loud rumbling sound was heard. Suddenly, three giant hovering MTT droid transportation vehicles emerged from the trees. Simba gasped in fright, then turned to flee along with everything else.

In the midst of the rampage, a lone humanoid froglike creature with the mouth of a duck and long floppy ears stood there dumbstruck at what was going on. He then saw the giant machine and panicked, but was too scared to move from his spot.

Simba, looking over his shoulder, suddenly bowled into the strange creature. "Get outta my way!" he yelled, scrambling to his paws. Suddenly, he spotted one of the large machines and clung on tight to the strange creature. Soon the large machine hovered over them and disappeared. Simba got up and ran.

The creature got up and spotted Simba running aay to the side. "Hey wait!" he cried. He later caught up with the cub. "Oyi! I luv yous!"

Simba was now sincerely freaked out and was not in the mood to talk to anyone as strange as this creature. "What do you think you're doing? Get away from me!"

The creature shook his head. "No, no. Mesa stay! Mesa called JaJa Binkss, mesa yous humble servaunt."

Simba stopped and stared at him. "…Servant?" he asked carefully. "But I've never met you before…"

"It is demanded by de gods that mesa be yous servaunt for yous saven mesa life."

Simba sighed and shook his head. "I didn't save anyone's life… I'm no good at doing that…" He began to walk aay again.

Jar Jar stomped his foot to the ground in stubbornness. "Where yous go, mesa go."

Simba seemed to be getting annoyed now. "That's not a good idea. I'm bad luck. A prince like me doesn't deserve any servant."

Jar Jar began to walk beside Simba. "Yous need place to hide?"

Simba shrugged as he walked. "It'd definitely be better than walking all the time."

Jar Jar smiled, "Da moto grande safe place would be Otoh Gunga. Tis where I grew up. Tis safe city."

Simba raised his eyebrow. "City?" he asked. "Can you take me there?"

Jar Jar hesitated. "Ah, will, on second taut - no, not willy."

"Why not?"

Jar Jar looked down. "Iss embarrassing, boot - my afraid my've been banished. My forgotten, der bosses would to terrible things to my, if my goen back dare."

Simba stopped and perked his ears. "Oh... you too, huh?" he asked. "I've been banished too. They'll kill me if I go back... looks like we're under the same log."

Then Jar Jar looked at the young prince and smiled. "But since you saven my, my risk it." Then he turned and jogged off. "Dis way, hurry!"

Simba despondently got up to follow slowly behind him.

The odd froglike native led Simba to the shore of a lake. Simba looked around slowly. "...So? Where is it?"

"Wesa haffta go unda wata," answered Jar Jar. "Okiday?"

Simba suddenly sprung back. "What? Swim? I'm a lion! Lions can't swim!"

Jar Jar was then struck with an idea. He pulled out a long piece of cloth from his pants pocket and tied one end around Simba's waist and the other end to his own. "Here," he said. "Yousa hang on to dis end."

Simba looked at the cloth and gulped. "Umm... how far down is this city of yours?"

"Not too fa down. Now wemember, Gungans no liken outsiders, so don't expect warm welcome."

Simba rolled his eyes. "I wouldn't anyway..."

Jar Jar leapt high in the air and dove into the water. The young cub soon waded in after him. Sunlight barely penetrated the murky lake water. Less than a meter below the surface, the light began to dim. Soon it was hard to see. As Jar Jar led Simba deeper and deeper, the young cub began to fear that he would lose him in the increasing darkness.

Suddenly, Simba saw a gleam of light ahead. In another moment, he could make out a string of amber bubbles, shining warm and bright through the dark water. The rich yellow glow lit the water for meters around. The bubbles varied in size; the largest looked to be nearly seventy-five meters tall. A lacework of metal the color of old bronze tapped each globe, helping the walls keep their shape and providing a place to link bubbles together.

As they drew nearer, Simba could make out buildings inside the bubbles. Gungans walked casually along the streets, while fish swam past a few meters away outside the bubble wall. They had almost reached the bubble city, and Simba looked for a door. But Jar Jar swam straight toward the side of the bubble - and passed right through it into the city inside. The bubble wall sealed seamlessly behind him. Simba followed Jar Jar inside. Simba looked around in amasement. "Wow," he thought. "How didn't we notice all this before?"

Jar Jar stretched his limbs. "So good bein home!" he shouted. Many Gungans suddenly noticed him and Simba.

Suddenly, they were greeted by five Gungan soldiers astride amphibious two-legged animals. "Hey yousa!" shouted the leader. "Stop there!"

Jar Jar smiled nervously. "Hello there Captain Tarpals, mesa back."

Tarpals shook his head and pointed a spear at Jar Jar. "No again Jar Jar, yousa goin to de bosses, yousa in big doo doo dis time!"

Simba looked up at them all, still in amazement. "Umm... wait. Does this mean I'm in trouble, too?"

Jar Jar nodded as they were taken away to the bosses of Otah Gunga.

"Wesa no like the Pridelanders!" the head Gungan, Boss Nsss, declared when Simba was brought before him. "Un dey no liken ussens. You tink you so smarty. You tink you brains so big."

Simba hmmphed. "Bigger than yours, I bet..." He muttered under his breath.

"Wesa no care-n about yous kind," Boss Nass said flately.

Simba was getting fed up with these stubborn creatures. "Fine! If you don't want me here, then speed me on my way."

"Wesa ganna speed you away," the Gungan Boss said, readily to Simba's suggestion. "Wese give yousa una bongo. Da speedest way tooda outlands is through da planet core. Now go."

Simba thanked him and turned away. As he walked toward the exit, he stopped. Jar Jar Binks stood between two guards, wearing handcuffs and plainly waiting for judgment.

Catching Simba's eye, Jar Jar said, "Ahh...any hep hair would be hot."

Simba nodded, "I _do_ need a navigator, I don't know how to drive." He turned back to the Gungan bosses. "What's gonna happen to Jar Jar Binks?"

"Hisen to be pune-ished," Boss Nass said. "Pounded unto death.

Jar Jar moaned.

Simba raised both eyebrows. "Punished? For what? You can't do anything to him! He's my servant!" then he turned to Jar Jar and smiled. "I saved his life, he owes me."

"Hisen live tis yos, Pridelander," Boss Nass said. "Begone wit him."

Jar Jar looked from one to the other and shook his head. "Count mesa outta dis! Better dead here den deader in da core... Te guds, whara mesa sayin?"

The guards then removed Jar Jar's handcuffs and soon, he and Simba went on their way to the bungo holding bay.


	11. Chapter 10

The bongo the Gungans had promised turned out to be a tiny, bat-winged submarine with three bubble canopies and a strange drive that looked like long, trailing tentacles. Simba eyed it dubiously, but it was better than walking. Or swimming. He hopped into the co-pilot's chair.

"Dis is nutsen," Jar Jar muttered, taking the pilot's seat.

Simba glanced at him in irritation.

The sub arched past tall coral pillars. Reefs stretched away in all directions, like forests made of lace. As the bongo started down into the dark waters below, Jar Jar flicked a switch and the sub's lights came on.

Simba could see Jar Jar becoming more and more uneasy as they went deeper. _Nervous guides make mistakes; best give him something else to think about. _"Why were you banished, Jar Jar?"

"Tis a longo tale," Jar Jar said. "Buta small part wowdabe, mesa … ooooh … aaaa … clumsy."

"They banished you because you're clumsy?" Simba asked skeptically. He understood for being banished for being responcible for his father's death, but he had never heard of laws against clumsiness.

"Mesa cause-ed mabee one or duey lettal bitty axadentes," Jar jar said in an offhand tone, waving his arm expansively. "Yud-say boom de gasser, un crash Der Bosses heyblibber. Den –"

Something struck the bongo from behind, causing the two to jerk forward in their chairs. Simba looked back to see a glowing, fishlike creature behind them. It had grabbed the end of the bongo with it's long, sticky tongue. The little subshuddered as the creature began to pull them in.

Jar Jar shrieked.

Simba gasped. "Help, help!" he cried, but to no avail. The sea creature drew them closer and closer. soon it's jaws began grinding away at the rear of the sub.

Suddenly, they shot free. Hardly daring to believe their luck, Simba glanced over his shoulder. The fish that had tried to eat the sub waswrithing in the teeth of an even larger sea monster! "There's always a bigger fish," he said as he breathed a sigh of relief. _If it's bigger than that one, I don't want to meet it! No wonder Jar Jar didn't want to take me._

As the sub dodged around a coral outcropping and into a tunnel, the lights flickered. Simba heard a sizzling noise. The giant fish had damaged the bongo. Water was dripping into the cabin, and the power lines were shorting. The sound of the drive lessened, and so did their speed._ Uh oh. _thought Simba. _This isn't good. Not good at all. _Beside him, Jar Jar's voice climbed in panic. Simba tried to soothe the frightened Gungan. "Don't worry, we're not in trouble yet."

"What yet?" Jar Jar yelled. "Monstairs out dare! Leak'n in here, all'n sink'n and nooooo power! WHEN YOUSA TINK WESA IN TROUBLE?!"

Simba could see Jar Jar's point. He then jumped out of his chair and under the dash board. Back at Pride Rock, he watched some of the royal guards repair a space ship and memorized how. _A bongo can't be that different. _he thought. He knew that if he wasn't careful enough, the lines would fry him. Quickly, he twisted the last wires and switched the switch on. "Power's back," he said. The lights flickered on as he spoke, revealing yet another enormous fish right in front of them.

"Monstair's back!" Jar Jar countered. "Wesa in trouble now?"

_How many more of these things are there?_ thought Simba.

Jar Jar grabbed the controls and swung the ship around. The giant fish-creature darted after them. Jar Jar increased their speed. The sub shot out of the tunnel - straight toward the huge, eel-like monster that had eaten the other fish! Jar Jar shreiked again a the monster snapped at the bongo. He dodged, hoping Simba's makeshift repairs would hold. The monster's teeth missed by inches. It snapped again, and it's jaws closed around the fish-like creature that had chased them through the tunnel. Taking advantage of the distraction, Jar Jar sent the little sub zipping away.

For what seemed like hours, they wove and ducked and dodged past dozens of huge sea monsters, all of which had one thing in common: They were hungry. At last the water grew lighter, and the monsters fewer. Soon the sub was rising toward the surface.

In a cloud of bubbles, the bongo broke out into open air at last. The engine died, and thu sub drifted towards the shore of a vast desert. Simba switched off the bubble canopies, glad to be back in fresh air.

Beside him, Jar Jar heaved a sigh of mingled relief and amazement. "Wesa safe now!" he said.

Soon they hopped onto the shore. "Looks like we walk from here," said Simba.

"How fa wesa go, masta Simba?" asked Jar Jar, scratching his head.

Simbjust lowered his head. "As far away as possible, let's go." Simba started to walk slowly as Jar Jar followed. Where the desert led, he didn't know, or even cared.


	12. Chapter 11

**A/N: Sorry it took me a while to update, I was in a deep slump.**

A day had passed since Simba and Jar Jar Binks started crossing the endless desert. "The sun doin muida to mesa skin," said Jar Jar, rubbing his arms.

Simba sighed, "For a servant, you really talk too much..."

Suddenly, they came upon a small desert spaceport. Humans, animals, and aliens were going about their business under the hot sun.

Jar Jar breathed a sigh of relief. "Oh, tank goodness."

Simba smiled a bit. "Maybe we can get something to eat. Come on."

the sun beat down on the small group as they made their way into the city, but Simba hardly noticed. Everything was so different from the Pridelands - the dry air, the endless yellow sand, the lumpy buildings of the spaceport - and the heat was only one more difference to wonder at. Walking on the loose desert sand was tiring. Even in the city; most of the streets were unpaved, though at least the constant trafficon the busier streets had packed the surface down. Simba didn't seem bothered, but Jar Jar complained bitterly.

Just then, Jar Jar spotted several small frog-like creatures dangling from ropes at a market stand. To him, they looked delicious. "Ooh. Moy, moy!" he then extended his tongue, grabbed one of the creatures, and tried to swallow it. That is, if the propriator hadn't come out.

"Hey!" yelled the propriator, who appeared to be a hippopotomus. "Are you going to pay for that?"

"How muth?" asked Jar Jar, with his mouth muffled by the frog.

"Thirty wupioupi."

Jar Jar gagged. "Wha? Metha haff no munny!"

"Then spit it out!"

Jar Jar heaved back and spat out the frog, only to see it land in the soup of a small purple alien, who walked on its hands.

The alien quickly jumped out of his seat and pounced on Jar Jar, knocking him down. He soon started choking the gungan with his feet.

Just then, a small human boy with blonde hair came running up to the hands for feet alien and said, "Careful Sebulba. He's a dangerous outlander. I'd hate to see him make bug smudge outta you!"

Sebulba chuckled. "If you think that weak piece of Bantha fodder can hurt me, then you're crazy, orphan scum!" he said in his language. Then he turned, kicked dirt on Jar Jar, and walked off.

Simba came running in, he had seen everything. "Jar Jar, are you alright?" he asked.

"You're friend here was about to be turned into orange goop," said the boy. "You should keep a better eye on him."

Simba smiled in relief. "You're telling me." When he ran over to the source of the trouble, he nodded at the human. "Thanks for the help. And you are?"

"The name's Anakin. Anakin Skywalker."

Simba nodded and tilted his head. "Simba. This is Jar Jar... my servant... who was that creepy thing that tried to attack him?"

"That was a Dug, an especially dangerous Dug called Sebulba."

"Mesa no like crunchin." said Jar Jar, who was rubbing his head. "That's the last thing mesa wants."

"You two arn't from around here, are you?"

"No."

Simba shrugged and looked back out to the desert wastes. "Not exactly. We kinda got kicked out, and we just started walking," he said.

Anakin raised an eyebrow. "You should be careful," he said. "It's dangerous out here. There's bandits, sand storms and other bad stuff."

Jar Jar groaned.

"Don't you have a place to stay?"

Simba shook his head. "I was just thinking of moving on after we got some food here," he said. "We don't really have a place to go to."

Anakin smiled. "I got one, follow me."

Simba and Jar Jar did as they were told and followed the human boy through the streets.

--------------------

Later, they arived at a small tent-like structure that was put together with cables and old cloths sewn together. "Here we are," said Anakin smiling.

Simba looked about. "This is it?" he asked. He had, after all, lived at Pride Rock all his short life. This was certainly a step down.

"Kinda small mesa thinks," said Jar Jar.

"Don't worry," said Anakin. "Its bigger inside." He then went inside the tent.

Simba and Jar Jar went in, too. Indeed it was bigger on the inside, decorated in spare parts and small droids. In the corner, laid a large matress and comforter with small holes in it. "What do ya think?" asked Anakin. "Sorry for the mess, I like to build stuff."

Simba glanced about, a bit more impressed because of its size, but curious about the mess. He poked at the parts and sniffed at the smell. "So those are, um... droid things I always hear about?" he asked.

Anakin looked around. "Well...whats left of them anyway."

A crash made them both jump. Simba turned to see that Jar Jar had accidently started up an odd little droid. The droid marched around at random, knocking things over, with Jar Jar clinging to it and shrieking. Simba sighed and turned back to Anakin. "Sorry about him. He's a little on the spastic side."

"Hey!" Anakin shouted to Jar Jar. "Hit the nose!"

Jar Jar did, and the droid stopped and folded itself together. "Phew!"

Anakin laughed. "You gotta know how to work droids. So where are you two headed?"

Simba sat down and shrugged despondently. "No idea. We have nowhere to go back to, and nobody'd want us way out here. Suppose we'll just keep walking for now until we come up with a plan."

"Don't you miss your parents?"

Simba looked off to the side. "Don't got any. Not anymore. I'm sure my mom won't miss me..."

Anakin sighed. "MY mom was sold to Gardolla the Hutt when I was three. She's a slave."

Simba hmm'd a bit, rather sympathetic. "My mom was a queen. But I don't know what she's going to do without a king..."

Anakin was silent for a while. Then he jumped off the matress and looked straight at Simba. "Lemme come with you, please."

Simba perks his ears.: "Why would you want to come? At least you have a home here."

"I've always wanted to leave this place, I wanna see whats beyond the sand dunes. I'm tired of always having to steal food and avoid Sebulba."

"Pwease, Simba sa?" asked Jar Jar. "Me liken dis kid." He then gave Anakin a noogie as the boy laughed.

Simba flicked his ears and seemed to think for a few moments, and at last he nodded. "All right," he said. "More the merrier, I guess."

"Yipee!!" Anakin shouted. He then began to pack up a black backpack.

"When wesa leave?" asked Jar Jar.

Simba stood up and said, "Soon as possible. I don't want to hang around a place so unfriendly."

Anakin was checking his supplies as he put them in his backpack. "Let's see," he said to himself. "Food, water, all set!" He then headed for the door, and turned back to Simba and Jar Jar. "Come on."

"Okiday," said Jar Jar as he began to follow Anakin.

Simba gladly followed along, wondering how much bigger the party was going to get at this rate.


	13. Chapter 12

Days passed, weeks passed. Finally, Simba was sprawled out on the dry water bed, along with Jar Jar. They had run out of water and food, and were near death. Anakin, on the other hand, was wide awake, trying to fend off vultures. "Shoo, shoo go away!" He soon collapsed from the intense heat.

Simba took in a deep breath. "Sorry for dragging you out here, guys," he rasped weakly to the other two, watching the vultures circle about, waiting for them to drop into unconsciousness.

Suddenly, something ran towards them. It was a meerkat ontop of a warthog. The meerkat's name was Timon and the warthog's name was Pumbaa. Timon and Pumbaa happily began swatting away the vultures, bowling into them. "Ha! Out! Allez allez!" shouted Timon, the meerkat, as Pumbaa the warthog kicked and gouged left and right, scattering the vultures in all directions. "Yow!"

"It never gets old, bowling for buzzards!" chuckled Pumbaa.

Anakin slowly awakened and saw the two animals begin to walk away. "Hey wait, wait, come back, help!" he cried out running toward them.

Timon and Pumbaa screamed and ducked, but then noticed it was only someone talking. "Hey, it's a human!" said Pumbaa.

"Even worse," muttered Timon, as he carefully came closer. "Heeey... what are you doing out here anyway? And how did you get here? Humans don't live here!"

Anakin pointed towards Simba and Jar Jar, who lay unconsious on the dry gound. "Please, me and my friends are lost. We need water. Please help them."

Pumbaa investigated Simba's body as Timon 'eww'd' quietly at the state they're all in. He bent down to investigate. "WHOA! He brought a lion!" Timon hopped onto Pumbaa's head. "And what is _that?"_ he shouted, pointing at Jar Jar.

"Hey! Timon!" remonstrated Pumbaa. "They ain't gonna hurt us! They're all dried up and all alone!"

"Yeah, but _what is it?"_

"Thats Jar Jar," said Anakin. "He's a Gungan."

Timon blinked. "A goo-ga what now?"

Pumbaa ahem'd and whispered to his friend. "Be nice, Timon... ah, say kid, we know a place where you can get some water! Come on, we'll take you there!"

Timon coughed. "The lion and the frog guy too?"

"Timon, we can't just leave 'em out here! Besides, if we help them, they might be on our side!"

"Pppth... that's the dumbest idea I ever heard! Maybe they... hey, wait! What if we could get them to be on our side! Two's a crowd, five's a family! Come on, kid. Help us get these guys under cover."

Anakin smiled and picked up Simba, while Jar Jar hung off Pumbaa.

--------------------

The two lead them all to a small oasis near what appeared to be the borders of a grassland, and beyond that, jungle foliage farther off. Pumbaa dropped Jar Jar into the water while Timon tells Anakin to splash some water on Simba.

Jar Jar quickly awoke, shaking his head. He looked down and screamed with joy, "WATA!!!!"

Anakin began to splash some water onto Simba's face. "Simba?" he asked.

Timon rubbed a finger in his ear as Simba groggily woke up. "Ugh... is that water?" Simba asked. "Give... give me some more..."

Anakin fed him more water. "You okay?"

Simba shook himself lightly. "I... I think so... who're those two?" he motioned to Timon and Pumbaa.

"That's Timon and Pumbaa, they helped us. You would've been a goner."

"Mesa glad you okiday now," said Jar Jar, gleefully.

Simba nodded. "Me too."

Timon and Pumbaa cocked their heads to the side. "So, where'd ya'll come from?" asked Pumbaa. "Not often we get visitors."

Timon chuckled. "We've never _had _visitors..."

"Well, my been banished," said Jar Jar.

Simba sighed, "Same here..."

"I just wanted to see what else there is besides my village," said Anakin, not looking discouraged.

Timon ahh'd and looked to Pumbaa. The two winked at each other. "Outcasts, eh? Perfect!" said Timon. "We're all on the same log! We're outcasts too."

Simba sighed, "Bet you didn't do what I did..."

Timon moved forward. "Not important, kid!"

"Yup!" agreed Pumbaa. "Sometimes you just gotta put your behind in your past!"

"No no no!" yelled Timon. "It's you gotta put your past behind you! Amateur. Listen, just all of you repeat after me... this is what me and Pumbaa say when the going gets tough! Ahem... Hakuna Matata!"

The gang looked at each other, puzzled.

Pumbaa stepped in. "Hakuna... Matata! It means no worries."

"Sounds great!" said Anakin.

"Know anywheresa we stay?" asked Jar Jar.

"We have the perfect place for ya... follow me!" Timon lead them all back into the jungle, and up to the famous overlook. "This is our humble abode..."

The gang were amased. "You live here?" asked Simba.

Timon shrugged. "Wherever we want, pretty much!"

"It's big!" said Anakin.

"It's wet." said Jar Jar, eyes widened.

Simba said, "It's beautiful."

Pumbaa smiled proudly. "I guess everyone's satisfied, Timon!"

Timon chuckled. "Fellas," he said. "This looks like the start of a beautiful friendship."


End file.
